Andrew Calder ()
A little more than two months after Kirkland & Ellis made waves by heading to Houston with its hire of Andrew Calder from Simpson Thacher & Bartlett, the firm has snagged a key role advising longtime Simpson Thacher private equity client KKR & Co. on its creation of an oil and gas joint venture with Riverstone Holdings that will be one of the largest operators in Texas’ Barnett Shale formation.
The Am Law Daily reported in April that Kirkland had guaranteed Calder, 35, about $5 million in annual compensation to entice him to leave Simpson Thacher. KKR and Riverstone’s creation of the Trinity River Energy LLC is one of the first deals Calder has handled for KKR since leaving Simpson Thacher, which saw its former partner take the lead last month for The Blackstone Group on its $60 million offer to buy the Twin Oaks power plant in Texas from Optim Energy, the bankrupt power producer owned by billionaire Bill Gates’ investment firm.
Kirkland and Simpson Thacher have long competed in the private investment space for clients, with KKR and Blackstone serving as the crown jewels of the latter’s private equity practice. Most of the work that Kirkland has picked up for both buyout shops has come when Simpson Thacher is conflicted on a particular engagement.
Earlier this year, Kirkland grabbed a role advising Blackstone on its $750 million investment in human resources software maker Kronos, which is majority owned by longtime Simpson Thacher client Hellman & Friedman. (Last month, Hellman & Friedman tapped Simpson Thacher to advise on its $1.1 billion sale of Internet Brands to KKR.) Kirkland also took the lead for Blackstone last year on an ultimately unsuccessful takeover bid for computer maker Dell Inc., which was eventually sold to rival private equity firm—and Simpson Thacher client—Silver Lake for $24.9 billion.
As for KKR, Kirkland got the call last fall to advise the New York-based leveraged buyout giant on its $1 billion acquisition of industrial product makers The Crosby Group and Acco Material Handling Solutions from the U.K.’s Melrose Industries, which was advised by Simpson Thacher on the transaction, according to our previous reports.
But with Calder’s move to Kirkland, Simpson Thacher could see other nonconflict matters for both KKR and Blackstone head to its archrival. KKR’s joint venture with Riverstone, an energy-focused private equity firm that itself operates primarily through a joint venture with The Carlyle Group, is one such matter. For its formation of Fort Worth-based Trinity River with KKR, Riverstone has turned to Willkie Farr & Gallagher corporate partner Bruce Herzog to advise on the joint venture deal, which will include assets acquired by Riverstone in another $900 million deal three years ago.
Herzog, who joined Willkie’s New York office in 2008 from Vinson & Elkins, previously advised Riverstone in its participation in a $7.2 billion leveraged buyout two years ago of El Paso Corp.’s oil and gas exploration and production units. (That deal was announced just two days before Herzog’s name arose in emails hacked by WikiLeaks.) Former V&E partner Stephen Coats has served as managing director and general counsel for Riverstone since 2008. Simpson Thacher has previously handled finance work for Riverstone’s Fieldwood Energy unit on its $750 million purchase of SandRidge Energy’s Gulf of Mexico business earlier this year and $3.75 billion buy last year of similar assets from Houston-based Apache Corp.
As for Kirkland, Calder is leading a team from the firm counseling KKR on the joint venture with Riverstone that includes corporate partner Amber Meek; tax partners William Welke and Rachel Cantor; environmental partner Paul Tanaka; antitrust partner Ellen Jakovic; employee benefits partner Alexandra Mihalas; executive compensation head Scott Price; IP and technology transactions cohead Neil Hirshman; labor and employment head Tim Stephenson; and real estate partner Roberto Miceli. Financial terms of the deal were not disclosed.
Calder, who hails from Scotland, declined to comment on Kirkland’s role advising KKR, although internally his hire has had at least one partner making jokes at Simpson Thacher’s expense, according to a flippant firmwide email obtained in May by Above the Law. Last November, Kirkland made another high-profile lateral hire from Simpson Thacher by poaching M&A partner Sean Rodgers in New York.
Of course, one deal for KKR by Kirkland does not exactly shatter a longtime relationship with Simpson Thacher, which this week got the call from the private equity giant to handle its acquisition of a majority stake in OEG Offshore Group, an oilfield services company that supplies equipment to Scottish oil rigs.
Media representatives for Aberdeen-based OEG, which was formed in 2010 through the merger between Vertec Engineering and Containental Offshore, did not respond to a request for comment about the privately held company’s legal advisers.
Alvaro Gomez de Membrillera Galiana, a corporate partner in Simpson Thacher’s London office, is leading a team of lawyers from the firm advising KKR on the OEG deal that includes finance partner Ian Barratt; senior tax counsel Meredith Jones; and associates Sean FitzGerald, Shahpur Kabraji, Aled Knights, Thomas Merrifield, Jan Mohr, Henry Ryder and Sinjini Saha. Former Simpson Thacher executive committee member David Sorkin was hired by KKR in 2007 to be its first-ever general counsel.
Simpson Thacher also took the lead for KKR last month on its $567 million acquisition of a stake in an international renewable energy business owned by Spanish infrastructure conglomerate Acciona, as well as a KKR-led consortium paying $270 million for a controlling stake in Cofco Meat, one of China’s largest hog producers.
KKR tapped Simpson Thacher again in May to advise on its $1.1 billion purchase of Singapore-based packaging company Goodpack, its largest-ever deal in Southeast Asia, according to sibling publication The Asian Lawyer. Simpson Thacher also represented KKR on its $1.6 billion acquisition late last year of landscaping company The Brickman Group, the latter of which the firm helped this month close on its own purchase of corporate gardening company ValleyCrest from MSD Capital, the family office of Dell founder Michael Dell.
The Am Law Daily reported in April on Simpson Thacher’s role advising KKR portfolio company Ipreo Holdings on a $957 million sale of the capital markets software provider to Blackstone and Goldman Sachs’ merchant banking arm. Kirkland took the lead for Blackstone on that deal.